- Total revenue of $54.1 million, an increase of 41.7% year-over-year
- Adjusted EBITDA of $11.0 million, an increase of 63.5% year-over-year
CARROLLTON, Texas, Feb. 24, 2011 (GLOBE NEWSWIRE) -- RealPage, Inc. (Nasdaq:RP), a leading provider of on-demand software and software-enabled services to the rental housing industry, today announced financial results for its fourth quarter and year ended December 31, 2010.
Steve Winn, chairman and CEO of RealPage, said, "2010 was a great year for RealPage. With total revenue growth of 33.6% and Adjusted EBITDA growth of 37.9%, the strong financial performance reflects our commitment to disciplined operational execution. We also closed three acquisitions and successfully completed two public offerings. Our actions have strengthened the capital structure and created a solid foundation for RealPage to build upon in the future. For full year 2011, we will continue to focus on expanding market share through the addition of new rental units and cross-selling additional solutions into our install base. We intend to complement this organic growth strategy with complementary acquisitions that will contribute to our long term operating model."
Fourth Quarter 2010 Financial Highlights
- Total revenue was $54.1 million, an increase of 41.7% year-over-year
- On demand revenue was $49.3 million, an increase of 40.0% year-over-year;
- Adjusted EBITDA was $11.0 million, an increase of 63.5% year-over-year;
- Non-GAAP net income was $4.5 million, or $0.07 per diluted share, a year-over-year increase of 150.3% and 133.3%, respectively;
- GAAP net loss attributable to common stockholders was $0.2 million, or $0.00 per diluted share, a year-over-year decrease of 101.6% and 100.6%, respectively;
- Net cash provided by operating activities was $12.9 million, an increase of 79.4% year-over-year.
Fiscal Year 2010 Financial Highlights
- Total revenue was $188.3 million, an increase of 33.6% year-over-year
- On demand revenue was $169.7 million, an increase of 32.2% year-over-year;
- Adjusted EBITDA was $35.3 million, an increase of 37.9% year-over-year;
- Non-GAAP net income was $12.0 million, or $0.20 per diluted share, a year-over-year increase of 68.6% and 53.8%, respectively;
- GAAP net loss attributable to common stockholders was $2.9 million, or $0.07 per diluted share, a year-over-year decrease of 127.1% and 116.5%, respectively;
- Net cash provided by operating activities was $27.7 million, an increase of 11.8% year-over-year.
Financial Outlook
RealPage management expects to achieve the following results during its first quarter ended March 31, 2011:
- Total revenue is expected to be in the range of $56.5 million to $57.5 million;
- Adjusted EBITDA is expected to be in the range of $11.6 million to $12.1 million;
- Non-GAAP net income is expected to be in the range of $4.5 million to $4.8 million, or $0.06 to $0.07 per diluted share;
- Tax rate of approximately 40.0%; and
- Weighted average shares outstanding of approximately 71.5 million.
RealPage management expects to achieve the following results during its calendar year ended December 31, 2011:
- Total revenue is expected to be in the range of $245.0 million to $255.0 million;
- Adjusted EBITDA is expected to be in the range of $56.0 million to $59.0 million;
- Non-GAAP net income is expected to be in the range of $24.0 million to $25.8 million, or $0.33 to $0.35 per diluted share;
- Tax rate of approximately 40.0%;
- Full year weighted average shares outstanding of approximately 72.8 million; and
- Capital expenditures of approximately $12.0 million to $14.0 million.
The above statements are forward looking and exclude any potential costs resulting from the Yardi Systems litigation. Actual results may differ materially. Please reference the information under the caption "Non-GAAP Financial Measures" as part of this press release.
Conference Call and Webcast
The Company will host a conference call today at 5:00 p.m. ET to discuss its financial results. Participants are encouraged to listen to the presentation via a live web broadcast at www.realpage.com on the Investor Relations section. In addition, a live dial-in is available domestically at 866-743-9666 and internationally at 760-298-5103. A replay will be available at 800-642-1687 or 706-645-9291, passcode 43396008, until March 4, 2011.
About RealPage
Located in Carrollton, Texas, a suburb of Dallas, RealPage provides on-demand (also referred to as "Software-as-a-Service" or "SaaS") products and services to apartment communities and single family rentals across the United States. Its six on-demand product lines include OneSite® property management systems that automate the leasing, renting, management, and accounting of conventional, affordable, tax credit, student living, and military housing properties; Level One® and CrossFire® that enable owners to originate, syndicate, manage and capture leads more effectively and at less overall cost; YieldStar® asset optimization systems that enable owners and managers to optimize rents to achieve the overall highest yield, or combination of rent and occupancy, at each property; Velocity™ billing and utility management services that increase collections and reduce delinquencies; LeasingDesk® risk mitigation systems that are designed to reduce a community's exposure to risk and liability; and OpsTechnology® spend management systems that help owners manage and control operating expenses. Supporting this family of SaaS products is a suite of shared cloud services including electronic payments, document management, decision support and learning. Through its Propertyware subsidiary, RealPage also provides software and services to single-family rentals and low density, centrally-managed multifamily housing. For more information, call 1-87-REALPAGE or visit www.realpage.com.
The RealPage, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=8531
Cautionary Statement Regarding Forward-Looking Statements
This press release contains "forward-looking" statements relating to RealPage, Inc.'s expected, possible or assumed future results of operations, tax rates, shares outstanding, capital expenditures, potential growth, litigation and plans to expand market share and expected impact of Level One as well as market opportunities and developments. These forward-looking statements are based on management's beliefs and assumptions and on information currently available to management. Forward-looking statements include all statements that are not historical facts and may be identified by terms such as "expects," "believes," "plans" or similar expressions and the negatives of those terms. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the following: (a) the possibility that general economic conditions or uncertainty cause information technology spending, particularly in the rental housing industry, to be reduced or purchasing decisions to be delayed; (b) an increase in customer cancellations; (c) the inability to increase sales to existing customers and to attract new customers; (d) litigation; (e) RealPage, Inc.'s failure to integrate acquired businesses, including Domin-8 and Level One, and any future acquisitions successfully; (f) the timing and success of new product introductions by RealPage, Inc. or its competitors; (g) changes in RealPage, Inc.'s pricing policies or those of its competitors; and (h) such other risk and uncertainties described more fully in documents filed with or furnished to the Securities and Exchange Commission ("SEC"), including RealPage's Prospectus previously filed with SEC pursuant to Rule 424(b)(4) on December 7, 2010. All information provided in this release is as of the date hereof and RealPage, Inc. undertakes no duty to update this information except as required by law.
Non-GAAP Financial Measures
This press release contains non-GAAP financial measures: non-GAAP net income, non-GAAP net income per share, adjusted EBITDA and non-GAAP operating income. These measures differ from GAAP in that they exclude amortization of intangible assets, stock-based compensation expenses and acquisition related expenses (including any purchase accounting adjustments). We define Adjusted EBITDA as net (loss) income plus depreciation and asset impairment, amortization of intangible assets, interest expense, net, income tax expense (benefit), stock-based compensation expense and acquisition-related expense.
We believe that the use of Adjusted EBITDA is useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to compare business performance across companies and across periods. We believe that:
- Adjusted EBITDA provides investors and other users of our financial information consistency and comparability with our past financial performance, facilitates period-to-period comparisons of operations and facilitates comparisons with our peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results; and
- it is useful to exclude certain non-cash charges, such as depreciation and asset impairment, amortization of intangible assets and stock-based compensation and non-core operational charges, such as acquisition-related expense, from Adjusted EBITDA because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations and these expenses can vary significantly between periods as a result of new acquisitions, full amortization of previously acquired tangible and intangible assets or the timing of new stock-based awards, as the case may be.
We use Adjusted EBITDA in conjunction with traditional GAAP operating performance measures as part of our overall assessment of our performance, for planning purposes, including the preparation of our annual operating budget, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our financial performance.
We do not place undue reliance on Adjusted EBITDA as our only measure of operating performance. Adjusted EBITDA should not be considered as a substitute for other measures of liquidity or financial performance reported in accordance with GAAP. There are limitations to using non-GAAP financial measures, including that other companies may calculate these measures differently than we do, that they do not reflect our capital expenditures or future requirements for capital expenditures and that they do not reflect changes in, or cash requirements for, our working capital. We compensate for the inherent limitations associated with using Adjusted EBITDA measures through disclosure of these limitations, presentation of our financial statements in accordance with GAAP and reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net (loss) income.
Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP measures used in this press release are included at the end of this release.
| Consolidated Statements of Operations | ||||
| For the Three and Twelve Months Ended December 31, 2010 and 2009 | ||||
| (unaudited, in thousands, except per share data) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Revenue: | ||||
| On demand | $ 49,285 | $ 35,192 | $ 169,678 | $ 128,377 |
| On premise | 2,126 | 514 | 8,545 | 3,860 |
| Professional and other | 2,648 | 2,431 | 10,051 | 8,665 |
| Total revenue | 54,059 | 38,137 | 188,274 | 140,902 |
| Cost of revenue(1) | 22,449 | 15,709 | 79,044 | 58,513 |
| Gross profit | 31,610 | 22,428 | 109,230 | 82,389 |
| Operating expense: | ||||
| Product development(1) | 10,491 | 7,173 | 36,922 | 27,446 |
| Sales and marketing(1) | 11,900 | 7,428 | 37,693 | 27,804 |
| General and administrative(1) | 8,098 | 6,935 | 28,328 | 20,210 |
| Total operating expense | 30,489 | 21,536 | 102,943 | 75,460 |
| Operating income | 1,121 | 892 | 6,287 | 6,929 |
| Interest expense and other, net | (752) | (1,422) | (5,501) | (4,528) |
| Net income (loss) before income taxes | 369 | (530) | 786 | 2,401 |
| Income tax expense (benefit) | 555 | (26,246) | 719 | (26,028) |
| Net (loss) income | $ (186) | $ 25,716 | $ 67 | $ 28,429 |
| Net (loss) income attributable to common | ||||
| stockholders | ||||
| Basic | $ (186) | $ 11,662 | $ (2,877) | $ 10,611 |
| Diluted | $ (186) | $ 11,662 | $ (2,877) | $ 10,611 |
| Net loss (income) per share attributable | ||||
| to common stockholders | ||||
| Basic | $ (0.00) | $ 0.47 | $ (0.07) | $ 0.44 |
| Diluted | $ (0.00) | $ 0.45 | $ (0.07) | $ 0.42 |
| Weighted average shares used in | ||||
| computing net loss (income) per share | ||||
| attributable to common stockholders | ||||
| Basic | 63,059 | 24,168 | 39,737 | 23,934 |
| Diluted | 63,059 | 25,564 | 39,737 | 25,511 |
| (1) Includes stock-based compensation | Three Months Ended | Twelve Months Ended | ||
| expense as follows: | December 31, | December 31, | ||
| 2010 | 2009 | 2010 | 2009 | |
| Cost of revenue | $ 226 | $ 112 | $ 633 | $ 367 |
| Product development | 904 | 400 | 2,568 | 1,175 |
| Sales and marketing | 1,952 | 148 | 2,493 | 498 |
| General and administrative | 513 | 241 | 1,646 | 765 |
| $ 3,595 | $ 901 | $ 7,340 | $ 2,805 | |
| Condensed Consolidated Balance Sheets | ||
| At December 31, 2010 and December 31, 2009 | ||
| (unaudited, in thousands) | ||
| December 31, | December 31, | |
| 2010 | 2009 | |
| Assets | ||
| Current assets: | ||
| Cash and cash equivalents | $ 118,010 | $ 4,427 |
| Restricted cash | 15,346 | 14,886 |
| Accounts receivable, less allowance for doubtful accounts of $1,370 and $2,222 at | ||
| December 31, 2010 and December 31, 2009, respectively | 29,577 | 25,841 |
| Deferred tax asset, net of valuation allowance | 1,529 | 3,110 |
| Other current assets | 6,060 | 2,739 |
| Total current assets | 170,522 | 51,003 |
| Property, equipment and software, net | 24,515 | 20,749 |
| Goodwill | 73,885 | 27,366 |
| Identified intangible assets, net | 54,361 | 22,891 |
| Deferred tax asset, net of valuation allowance | 17,322 | 17,803 |
| Other assets | 2,187 | 2,301 |
| Total assets | $ 342,792 | $ 142,113 |
| Liabilities, redeemable convertible preferred stock and stockholders' (deficit) equity | ||
| Current liabilities: | ||
| Accounts payable | $ 4,787 | $ 3,705 |
| Accrued expenses and other current liabilities | 15,436 | 10,830 |
| Current portion of deferred revenue | 47,717 | 39,976 |
| Current portion of long-term debt | 10,781 | 8,412 |
| Customer deposits held in restricted accounts | 15,253 | 15,127 |
| Total current liabilities | 93,974 | 78,050 |
| Deferred revenue | 7,947 | 9,452 |
| Long-term debt, less current portion | 55,258 | 43,449 |
| Other long-term liabilities | 13,029 | 5,806 |
| Total liabilities | 170,208 | 136,757 |
| Commitments and contingencies | ||
| Redeemable convertible preferred stock | -- | 71,832 |
| Stockholders' (deficit) equity: | ||
| Common stock, $0.001 par value per share: 125,000,000 and 67,500,000 shares authorized, | ||
| 68,703,366 and 26,667,319 shares issued and 68,490,277 and 26,460,781 shares | ||
| outstanding at December 31, 2010 and 2009, respectively | 69 | 27 |
| Additional paid-in capital | 263,219 | 24,232 |
| Treasury stock, at cost: 213,089 and 206,538 shares at December 31, 2010 and 2009 | (958) | (938) |
| Accumulated deficit | (89,730) | (89,797) |
| Accumulated other comprehensive loss | (16) | -- |
| Total stockholders' equity (deficit) | 172,584 | (66,476) |
| Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | $ 342,792 | $ 142,113 |
| Condensed Consolidated Statements of Cash Flows | ||||
| For the Three and Twelve Months Ended December 31, 2010 and 2009 | ||||
| (unaudited, in thousands) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Cash flows from operating activities: | ||||
| Net income | $ (186) | $ 25,716 | $ 67 | $ 28,429 |
| Adjustments to reconcile net income to net cash | ||||
| provided by operating activities: | ||||
| Depreciation and amortization | 6,100 | 4,066 | 20,956 | 14,769 |
| Deferred tax expense (benefit) | 77 | (26,308) | (85) | (26,308) |
| Stock-based compensation | 3,595 | 901 | 7,340 | 2,805 |
| Excess tax benefit from stock options | (161) | -- | (161) | -- |
| Loss on disposal of assets | -- | (65) | 57 | 127 |
| Impairment of assets | 33 | 119 | 33 | 119 |
| Acquisition-related contingent consideration | (31) | -- | 8 | -- |
| Changes in assets and liabilities, net of assets acquired | ||||
| and liabilities assumed in business combinations: | 3,522 | 2,788 | (525) | 4,817 |
| Net cash provided by operating activities | 12,949 | 7,217 | 27,690 | 24,758 |
| Cash flows from investing activities: | ||||
| Purchases of property, equipment, net | (4,751) | (3,175) | (12,178) | (9,509) |
| Acquisition of businesses, net of cash acquired | (54,710) | (11,380) | (71,941) | (15,167) |
| Net cash used by investing activities | (59,461) | (14,555) | (84,119) | (24,676) |
| Cash flows from financing activities: | ||||
| Proceeds from public offerings, net of underwriting discount and offering costs | $ 98,258 | $ -- | $ 155,946 | $ -- |
| Proceeds from (payments on) debt, net | 24,967 | (1,855) | 12,204 | 2,555 |
| Preferred stock dividend | -- | (2,516) | (666) | (2,516) |
| Issuance of common stock | 1,739 | 277 | 2,403 | 547 |
| Excess tax benefit from stock options | 161 | -- | 161 | -- |
| Purchase of treasury stock | -- | (53) | (20) | (489) |
| Net cash provided (used) by financing activities | 125,125 | (4,147) | 170,028 | 97 |
| Net increase (decrease) in cash and cash equivalents | 78,613 | (11,485) | 113,599 | 179 |
| Effect of exchange rate on cash | 3 | -- | (16) | -- |
| Cash and cash equivalents: | ||||
| Beginning of period | 39,394 | 15,912 | 4,427 | 4,248 |
| End of period | $ 118,010 | $ 4,427 | $ 118,010 | $ 4,427 |
| Reconciliation of GAAP to Non-GAAP Measures | ||||
| For the Three and Twelve Months Ended December 31, 2010 and 2009 | ||||
| (unaudited, in thousands) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Adjusted Gross Profit: | ||||
| Gross profit | $ 31,610 | $ 22,428 | $ 109,230 | $ 82,389 |
| Depreciation | 1,408 | 1,125 | 5,355 | 4,521 |
| Amortization of intangible assets | 2,047 | 1,072 | 7,012 | 2,732 |
| Stock-based compensation expense | 226 | 112 | 633 | 367 |
| Adjusted gross profit | $ 35,291 | $ 24,737 | $ 122,230 | $ 90,009 |
| Adjusted gross margin | 65.3% | 64.9% | 64.9% | 63.9% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Adjusted EBITDA: | ||||
| Net income | $ (186) | $ 25,716 | $ 67 | $ 28,429 |
| Depreciation and asset impairment | 2,714 | 2,299 | 10,371 | 9,231 |
| Amortization of intangible assets | 3,419 | 1,821 | 10,675 | 5,784 |
| Interest expense, net | 751 | 1,422 | 5,510 | 4,528 |
| Income tax expense | 555 | (26,246) | 719 | (26,028) |
| Stock-based compensation expense | 3,595 | 901 | 7,340 | 2,805 |
| Acquisition-related expense | 168 | 824 | 621 | 844 |
| Adjusted EBITDA | $ 11,016 | $ 6,737 | $ 35,303 | $ 25,593 |
| Adjusted EBITDA Margin | 20.4% | 17.7% | 18.8% | 18.2% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Total Product Development: | ||||
| Expenses: | $ 10,491 | $ 7,173 | $ 36,922 | $ 27,446 |
| Less: Amortization of intangible assets | -- | -- | -- | -- |
| Stock-based compensation expense | 904 | 400 | 2,568 | 1,175 |
| Non-GAAP Total Product Development: | $ 9,587 | $ 6,773 | $ 34,354 | $ 26,271 |
| Non-GAAP Total Product Development as % of Revenue: | 17.7% | 17.8% | 18.2% | 18.6% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Total Sales and Marketing: | ||||
| Expenses: | $ 11,900 | $ 7,428 | $ 37,693 | $ 27,804 |
| Less: Amortization of intangible assets | 1,372 | 749 | 3,663 | 3,052 |
| Stock-based compensation expense | 1,952 | 148 | 2,493 | 498 |
| Non-GAAP Total Sales and Marketing: | $ 8,576 | $ 6,531 | $ 31,537 | $ 24,254 |
| Non-GAAP Total Sales and Marketing as % of Revenue: | 15.9% | 17.1% | 16.8% | 17.2% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Total General and Administrative: | ||||
| Operating Expenses: | $ 8,098 | $ 6,935 | $ 28,328 | $ 20,210 |
| Less: Acquisition-related expense | 168 | 824 | 621 | 844 |
| Stock-based compensation expense | 513 | 241 | 1,646 | 765 |
| Non-GAAP Total General and Administrative: | $ 7,417 | $ 5,870 | $ 26,061 | $ 18,601 |
| Non-GAAP Total General and Administrative as % of Revenue: | 13.7% | 15.4% | 13.8% | 13.2% |
| Reconciliation of GAAP to Non-GAAP Measures | ||||
| For the Three and Twelve Months Ended December 31, 2010 and 2009 | ||||
| (in thousands) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Total Operating Expenses: | ||||
| Operating Expenses: | $ 30,489 | $ 21,536 | $ 102,943 | $ 75,460 |
| Less: Amortization of intangible assets | 1,372 | 749 | 3,663 | 3,052 |
| Acquisition-related expense | 168 | 824 | 621 | 844 |
| Stock-based compensation expense | 3,369 | 789 | 6,707 | 2,438 |
| Non-GAAP Total Operating Expenses: | $ 25,580 | $ 19,174 | $ 91,952 | $ 69,126 |
| Non-GAAP Total Operating Expenses as % of Revenue: | 47.3% | 50.3% | 48.8% | 49.1% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Operating Income: | ||||
| Operating income | $ 1,121 | $ 892 | $ 6,287 | $ 6,929 |
| Amortization of intangible assets | 3,419 | 1,821 | 10,675 | 5,784 |
| Stock-based compensation expense | 3,595 | 901 | 7,340 | 2,805 |
| Acquisition-related expense | 168 | 824 | 621 | 844 |
| Non-GAAP operating income | $ 8,303 | $ 4,438 | $ 24,923 | $ 16,362 |
| Non-GAAP operating margin | 15.4% | 11.6% | 13.2% | 11.6% |
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2010 | 2009 | 2010 | 2009 | |
| Non-GAAP Net Income: | ||||
| Net (loss) income | $ (186) | $ 25,716 | $ 67 | $ 28,429 |
| Amortization of intangible assets | 3,419 | 1,821 | 10,675 | 5,784 |
| Stock-based compensation expense | 3,595 | 901 | 7,340 | 2,805 |
| Accelerated interest expense related to preferred notes payable | -- | -- | 530 | -- |
| Acquisition-related expense | 168 | 824 | 621 | 844 |
| Subtotal of tax deductible items | 7,182 | 3,546 | 19,166 | 9,433 |
| Tax impact of tax deductible items(1) | (2,873) | (1,418) | (7,666) | (3,773) |
| Tax expense resulting from applying effective tax rate(2) | 407 | (26,034) | 405 | (26,988) |
| Non-GAAP net income | $ 4,530 | $ 1,810 | $ 11,972 | $ 7,101 |
| Non-GAAP net income per share - diluted | $ 0.07 | $ 0.03 | $ 0.20 | $ 0.13 |
| Weighted average shares - diluted | 63,059 | 25,564 | 39,737 | 25,511 |
| Conversion of redeemable convertible preferred stock(3) | -- | 29,044 | 18,221 | 29,044 |
| Weighted average effect of dilutive securities | 4,602 | -- | 2,863 | -- |
| Non-GAAP weighted average shares - diluted | 67,661 | 54,608 | 60,821 | 54,555 |
| (1) Reflects the removal of the tax benefit associated with the amortization of intangible assets, stock-based compensation expense, accelerated interest expense and acquisition-related expense. | ||||
| (2) Represents adjusting to a normalized effective tax rate of 40%. | ||||
| (3) Represents common shares from the conversion of redeemable convertible preferred shares as if the shares were converted as of the beginning of the indicated period. | ||||